Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the holders thereof:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Porch Group, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Nasdaq, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the parties hereto or the holders thereofof any of the following securities, the following shall occur:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Mateon Therapeutics Inc), Agreement and Plan of Merger (Jaguar Animal Health, Inc.), Agreement and Plan of Merger (Marina Biotech, Inc.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of ----------------------- this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, Company or the holders thereofof any of the following securities:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Verisign Inc/Ca), Agreement and Plan of Merger (Imall Inc), Voting Agreement (Broadbase Software Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or holders thereofof any shares of capital stock of the Company, the following shall occur:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Sciquest Inc), Agreement and Plan of Merger (Internap Network Services Corp), Agreement and Plan of Merger (Vitalstream Holdings Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and this Agreement and without any action on the part of Merger Sub, the Company or the holders thereofof any of the securities of the Company, the following shall occur:
Appears in 5 contracts
Samples: Merger Agreement (Ithaka Acquisition Corp), Agreement and Plan of Merger (Juniper Partners Acquisition Corp.), Merger Agreement (Ithaka Acquisition Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the Company or the holders thereofof any of the following securities, at the Effective Time:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Tangible Asset Galleries Inc), Agreement and Plan of Merger (Tangible Asset Galleries Inc), Agreement and Plan of Merger (Integrated Alarm Services Group Inc)
Effect on Capital Stock. Upon At the Effective Time and upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the holders thereofParent, Acquisition Sub, Company or any Company Securityholder:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Gsi Commerce Inc), Agreement and Plan of Merger (Gsi Commerce Inc), Agreement and Plan of Merger (Gsi Commerce Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the holders thereofMerger:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hennessy Capital Acquisition Corp II), Agreement and Plan of Merger (Bison Capital Acquisition Corp.), Agreement and Plan of Merger (Hennessy Capital Acquisition Corp II)
Effect on Capital Stock. Upon the terms and subject Subject to the conditions provisions of this Agreement, at the Effective Time, automatically by virtue of the Merger and without any action on the part of the holders thereofany Person:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (FNB United Corp.), Agreement and Plan of Merger (Bank of Granite Corp), Agreement and Plan of Merger (Banknorth Group Inc/Me)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, Vsource or the holders thereofof any of the following securities:
Appears in 2 contracts
Samples: Merger Agreement (Team America Inc), Merger Agreement (Vsource Inc)
Effect on Capital Stock. Upon At the Effective Time, pursuant to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the Constituent Corporations or the holders thereofof the capital stock of the Constituent Corporations:
Appears in 2 contracts
Samples: Option Agreement (Time Warner Inc), LMC Agreement (Time Warner Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger Business Combination and this Agreement and without any action on the part of any party hereto, the holders thereoffollowing shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Endeavor Acquisition Corp.), Agreement and Plan of Reorganization (Endeavor Acquisition Corp.)
Effect on Capital Stock. Upon At the Effective Time and upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the holders thereofCompany or any Company Securityholder:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Insignia Solutions PLC), Agreement and Plan of Merger (Netlogic Microsystems Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, Company or the holders thereofof any securities of Company, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (On Technology Corp), Agreement and Plan of Merger (Symantec Corp)
Effect on Capital Stock. Upon At the Effective Time and upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the holders thereofCompany or any Company Stockholder:
Appears in 2 contracts
Samples: Agreement and Plan of Merger Reorganization (8x8 Inc /De/), Agreement and Plan of Merger
Effect on Capital Stock. Upon On the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue as a result of the Merger Merger, and without any action on the part of the holders thereof:of any capital stock of the Company,
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ipsen, S.A.), Agreement and Plan of Merger (Tercica Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of BEI Acquisition, Xxxxxxxxx or the holders thereofof any of the following securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Ranger Industries Inc), Agreement and Plan of Merger and Reorganization (Bumgarner Enterprises Inc)
Effect on Capital Stock. Upon On the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue as a result of the Merger and without any action on the part of the holders thereofholder of any capital stock of the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (21st Century Insurance Group), Agreement and Plan of Merger (American International Group Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and this Agreement and without any action on the part of any party, the holders thereoffollowing shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mandalay Media, Inc.), Agreement and Plan of Merger (Noble Medical Technologies, Inc.)
Effect on Capital Stock. Upon Subject to Section 1.04(b), upon the terms and subject to the conditions of this Agreement and in consideration of the agreements contained herein and the Release and Support Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the holders thereof:
Appears in 2 contracts
Samples: Transaction Agreement (Fortive Corp), Transaction Agreement
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Occam or any shareholders of Occam, the holders thereoffollowing shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Accelerated Networks Inc), Exhibit 1 (Occam Networks Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and this Agreement and without any action on the part of the holders thereofCompany or the Stockholders, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wentworth I Inc), Agreement and Plan of Merger (Wentworth I Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Mergerco, RxBazaar or the holders thereofof any of the following securities, the following shall occur:
Appears in 2 contracts
Samples: Merger Agreement (Sb Merger Corp), Merger Agreement (Sb Merger Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Alliance or any shares of capital stock of Alliance, the holders thereoffollowing shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Liquid Audio Inc), Agreement and Plan of Merger (Liquid Audio Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the holders thereofCompany or any Company Securityholders, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Green Mountain Coffee Roasters Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Merger I Effective Time, by virtue of the First Merger and this Agreement and without any action on the part of any party hereto, the holders thereoffollowing shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Enterprise Acquisition Corp.)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Reincorporation Merger and without any action on the part of Purchaser, Merger Sub or the holders thereofof any shares of capital stock of Purchaser, the following shall occur:
Appears in 1 contract
Samples: Plan of Reorganization and Share Exchange Agreement (Hartcourt Companies Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this AgreementAgreement (including, without limitation, Section 4.8), at the Effective Time, by virtue as a result of the Merger and without any action on the part of the holders thereofholder of any capital stock of the Company:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of ----------------------- this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the Company or the holders thereofof any of the following securities:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement and the Voting Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the Company or the holders thereofof any of the following securities:
Appears in 1 contract
Samples: Agreement and Plan of Merger (McLaren Performance Technologies Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, Century or the holders thereofholder of any Century Shares, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Blagman Media International Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, Company or the holders thereofof any of Company’s securities, the following will occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Acquiror, the Company or the holders thereofof any of the following securities:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sensormatic Electronics Corp)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the holders thereofParent, Merger Sub or the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Physicians Service Group Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the holders thereofany Person:
Appears in 1 contract
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the holders thereofCompany, Acquiror, Merger Sub or the holder of any Company Stock:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, Mint or the holders thereofHolder, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon the terms and subject Subject to the conditions provisions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Acquiror, Merger Sub, the holders thereofCompany or any holder of securities of Acquiror, Merger Sub or the Company:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions provisions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of any of the holders thereofParties or any holder of securities of any of the Parties:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, EAC, Etherogen or the holders thereofof any of the following securities, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders thereofof any of the following securities:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Charles River Associates Inc)
Effect on Capital Stock. Upon At the Effective Date, subject and pursuant to the terms and subject to the conditions of this Agreement, at Agreement and the Effective TimeAgreement of Merger, by virtue of the Merger and without any action on the part of the Constituent Corporations or the holders thereofof the capital stock of the Constituent Corporations:
Appears in 1 contract
Samples: Ivillage Inc
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Newco, Target or the holders thereofof any of the following securities:
Appears in 1 contract
Effect on Capital Stock. Upon At the Effective Time, subject and pursuant to the terms and subject to the conditions of this Agreement, at Agreement and the Effective TimeArticles of Merger, by virtue of the Merger and without any action on the part of the Constituent Corporations or the holders thereofof the capital stock of the Constituent Corporations:
Appears in 1 contract
Samples: Agreement and Plan or Reorganization and Merger (Ivillage Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of ----------------------- this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Excite@Home, Company or the holders thereofof any of the following securities:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Acquisition Co., the Company or the holders thereofof any of the following securities:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the holders thereof:Company or the holder of any Shares, the following shall occur (which is intended to comply fully with the liquidation preference provisions set forth in the Articles of Incorporation of the Company, as amended through the date hereof):
Appears in 1 contract
Effect on Capital Stock. Upon At the Effective Time and on the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the holders thereofCompany or any Company Securityholder:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, NWM or the holders thereofof any of the following securities, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger Mergers and without any action on the part of BMR, Balqon and Acquisition Sub or the holders thereofof any of the following securities, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Callisto or the holders thereofof any of the following securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Callisto Pharmaceuticals Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the Company or the holders thereof:of any of the Company Capital Stock (as defined below):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Art Technology Group Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Acquiror, the Company or the holders thereofof the capital stock of the Company, Acquiror or Parent, the following will occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Novametrix Medical Systems Inc)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of set forth in this Agreement, at the Effective Time, by virtue of the Merger and the Court Approval and without any action on the part of OPLI, Merger Sub, the Company or the holders thereofof any of the following securities, the following shall occur:
Appears in 1 contract
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, Company or the holders thereofof any of the following securities:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Flextronics International LTD)
Effect on Capital Stock. Upon Subject to the terms and subject to the conditions of this Agreement, at as of the Effective Time, by virtue reason of the Merger and without any action on the part of the holders thereofholder of any shares of the capital stock of AVS or the holder of any shares of capital stock of Sub:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Muse Technologies Inc)
Effect on Capital Stock. Upon the terms and subject to the conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of the holders thereofMergers:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fortune Rise Acquisition Corp)
